SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Amendment of Form 8-K filed on April 18, 2002
Commission Registrant; State of Incorporation; I.R.S. Employer
File Number Address; and Telephone Number Identification No.
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1-2578 OHIO EDISON COMPANY 34-0437786
(An Ohio Corporation) c/o
FirstEnergy Corp.
76 South Main Street
Akron, OH 44308
Telephone (800)736-3402
1-2323 THE CLEVELAND ELECTRIC ILLUMINATING COMPANY 34-0150020
(An Ohio Corporation)
c/o FirstEnergy Corp.
76 South Main Street
Akron, OH 44308
Telephone (800)736-3402
1-3583 THE TOLEDO EDISON COMPANY 34-4375005
(An Ohio Corporation)
c/o FirstEnergy Corp.
76 South Main Street
Akron, OH 44308
Telephone (800)736-3402
1-3491 PENNSYLVANIA POWER COMPANY 25-0718810
(A Pennsylvania Corporation)
c/o FirstEnergy Corp.
76 South Main Street
Akron, OH 44308
Telephone (800)736-3402
333-31250 JCP&L Transition Funding LLC 75-2998870
(A Delaware Corporation)
c/o FirstEnergy Corp.
76 South Main Street
Akron, OH 44308
Telephone (800)736-3402
Item 4. Changes in Registrant's Certifying Accountant
(a) Previous independent accountant
(i) Effective with the completion of the 2001 audits and related
regulatory filings, Arthur Andersen LLP will be dismissed as the
independent accountant for FirstEnergy Corp. and its wholly owned
subsidiaries, Ohio Edison Company, Pennsylvania Power Company, The
Cleveland Electric Illuminating Company, The Toledo Edison Company
and JCP&L Transition Funding LLC (collectively, "Registrants"). On
April 11, 2002, FirstEnergy's Board of Directors approved the
decision to change independent accountants upon the recommendation
of its Audit Committee.
(ii) Except for the modification to FirstEnergy Corp.'s 2001 audit
report to identify its change in accounting principle for the
adoption of Statement of Financial Accounting Standards No. 133,
"Accounting for Derivative Instruments and Hedging Activities," as
amended, effective January 1, 2001, the reports of Arthur Andersen
LLP on the financial statements of the Registrants for the two most
recent fiscal years contained no adverse opinion or disclaimer of
opinion and were not qualified or modified as to uncertainty, audit
scope or accounting principle.
(iii) In connection with the audits for the two most recent fiscal years
and through April 11, 2002, there have been no disagreements with
Arthur Andersen LLP on any matter of accounting principles or
practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to the satisfaction
of Arthur Andersen LLP would have caused them to make reference
thereto in their reports on the financial statements for such
years.
(iv) During the two most recent fiscal years and through April 11, 2002,
there have been no reportable events as defined in Regulation S-K
Item 304(a)(1)(v).
(v) The Registrants have requested that Arthur Andersen LLP furnish
them with a letter addressed to the Securities and Exchange
Commission stating whether or not they agree with the above
statements. A copy of such letter, dated May 9, 2002, is filed as
Exhibit 16 to this Form 8-K/A.
(b) New independent accountant
On April 11, 2002, the Registrants appointed PricewaterhouseCoopers LLP as
their new independent accountant effective for the first quarter of 2002.
During the two most recent fiscal years and through April 11, 2002, the
Registrants have not consulted with PricewaterhouseCoopers LLP regarding
either:
(i) the application of accounting principles to a specified
transaction, either completed or proposed; or the type of audit
opinion that might be rendered on the Registrants' financial
statements, and neither a written report was provided to the
Registrants or oral advice was provided that PricewaterhouseCoopers
LLP concluded was an important factor considered by the Registrants
in reaching a decision as to the accounting, auditing or financial
reporting issue; nor
(ii) any matter that was either the subject of a disagreement, as that
term is defined in Item 304(a)(1)(iv) of Regulation S-K and the
related instructions to Item 304 of Regulation S-K, or a reportable
event, as that term is defined in Item 304(a)(1)(v) of Regulation
S-K.
Item 7. Exhibits
Exhibit No. Description
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16 Arthur Andersen LLP letter to the Securities and Exchange
Commission regarding the change in certifying accountant.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, each Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
May 9, 2002
OHIO EDISON COMPANY
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Registrant
THE CLEVELAND ELECTRIC
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ILLUMINATING COMPANY
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Registrant
THE TOLEDO EDISON COMPANY
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Registrant
PENNSYLVANIA POWER COMPANY
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Registrant
JCP&L TRANSITION FUNDING LLC
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Registrant
/s/ Harvey L. Wagner
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Harvey L. Wagner
Vice President and Controller